13986 RESOLUTION NO. 13,986
A RESOLUTION TO AUTHORIZE THE MAYOR AND CITY CLERK TO
EXECUTE A HISTORIC PRESERVATION EASEMENT FOR THE
OAKLAND MAUSOLEUM LOCATED IN THE CITY OF LITTLE ROCK,
ARKANSAS, TO THE STATE OF ARKANSAS, ARKANSAS HISTORIC
PRESERVATION PROGRAM; AND FOR OTHER PURPOSES.
WHEREAS,the Oakland Mausoleum is located in the City's Oakland & Fraternal Historic Cemetery
Park, which was listed in the National Register of Historic Places beginning on April 20, 2010, and
WHEREAS, earlier this year, the City of Little Rock was awarded a Seventy-Two Thousand Dollar
($72,000.00) grant from the Arkansas Historic Preservation Program for stabilization work needed for the
nearly 100-year old Oakland Mausoleum, and
WHEREAS, a requirement to receive the grant funding is the provision to the Arkansas Historic
Preservation Program of a Historic Preservation Easement of the Oakland Mausoleum to assist in
preserving and maintaining it and its architectural,archaeological, historical and cultural features,and
WHEREAS, the provision of a Historic Preservation Easement of the Oakland Mausoleum to the
Arkansas Historic Preservation Program will assist in maintaining the value and significance of the
Oakland Mausoleum to the City of Little Rock and the State of Arkansas and allow funding of much of
the stabilization work to be reimbursed through the grant from the Arkansas Historic Preservation
Program.
NOW,THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY
OF LITTLE ROCK,ARKANSAS:
Section 1. The Mayor and City Clerk are hereby authorized to execute a Historic Preservation
Easement to the State of Arkansas, acting by and through the Arkansas Historic Preservation Program, on
the Oakland Mausoleum. The easement is to be substantially in the form attached and as approved by the
City Attorney.
Section 2. Severability. In the event any title, section, paragraph, item, sentence, clause, phrase, or
word of this resolution is declared or adjudged to be invalid or unconstitutional, such declaration or
adjudication shall not affect the remaining portions of the resolution which shall remain in full force and
effect as if the portion so declared or adjudged invalid or unconstitutional were not originally a part of the
resolution.
Section 3. Repealer. All laws, ordinances, resolutions, or parts of the same, that are inconsistent
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with the provisions of this resolution, are hereby repealed to the extent of such inconsistency.
ADOPTED: October 21,2014
•le .� APPROVED:
1in e , City Clerk Mark Stodola,Mayor
AP' ,D • TO LEGAL FORM:
- 1L/
homas M. Carpenter, 'ity At ney
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1Page 2 of 281
ATTACHMENT A
PU5892
Resource Number:
(AHPP use only)
Oakland-Fraternal
Name of Cemetery
Property:
2101 Barber Street
Physical Little Rock,AR 72206
Address:
HISTORIC PRESERVATION EASEMENT
This preservation and conservation easement, made the day of , 2014,
by and between the CITY OF LITTLE ROCK("Grantor") and THE STATE OF ARKANSAS, ACTING
BY AND THROUGH THE ARKANSAS HISTORIC PRESERVATION PROGRAM("Grantee").
WITNESSETH:
WHEREAS, the Grantee is a qualifying recipient of qualified conservation contributions under
26 U.S.C. Section 170, being part of the Internal Revenue Code, as amended from time to time
(hereinafter the"Code");
WHEREAS,the Grantee is authorized to accept conservation easements for all purposes set forth
in Ark. Code Ann. § 15-20-401 (the"Act")to retain and protect property having significant architectural,
archeological,historical,or cultural aspects;
WHEREAS, the Grantor is owner in fee simple of certain real property in Pulaski County,
Arkansas, historically known as Oakland-Fraternal Cemetery (hereinafter the "Premises"), said Premises
including one (1) structure commonly known as the Oakland Mausoleum (hereinafter the "Building"),
and which is more particularly described below;
WHEREAS, the Premises, including the Building, were listed in the National Register of
Historic Places on April 20, 2010, and the Building is warranted by Grantor to be a certified historic
structure;
WHEREAS, the Grantor and Grantee recognize the historical, cultural, architectural or
archaeological value and significance of the Premises, and have the common purpose of conserving and
preserving the aforesaid value and significance of the Premises;
WHEREAS,the grant of a preservation and conservation easement by Grantor to Grantee on the
real property referred to herein will assist in preserving and maintaining the Premises and its architectural,
archaeological,historical and cultural features;
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WHEREAS,the grant of a preservation and conservation easement by Grantor to Grantee on the
Premises will assist in preserving and maintaining the aforesaid value and significance of the Premises
both to Grantor and Grantee;
WHEREAS, to that end, Grantor desires to grant to Grantee, and Grantee desires to accept, a
conservation easement on the portion of the Premises that includes the Building;
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable
consideration, receipt of which is hereby acknowledged, Grantor does hereby irrevocably grant, bargain,
sell and convey unto the Grantee, TO HAVE AND TO HOLD the same unto Grantee, an easement in
gross in perpetuity(which easement is more particularly described below and will hereafter be referred to
as the "Easement") in and to that certain real property and the exterior surfaces of the Building located
thereon(the"Property"),owned by the Grantor,and more particularly described as:
LEGAL PROPERTY DESCRIPTION
Beginning at a point in Lot 236, Block G, Oakland Cemetery, Little Rock, Arkansas, twelve (12)
feet west of the east line of the said lot on Center Street and seven and one half(7-1/2) feet north of the
south line of said lot, thence due north through Lots 236, 235, 234, 233, 232, 231, 230, and nine and one
half(91/2) feet into Lot 229, being a total distance north and south of the one hundred seven (107) feet,
thence west through Lots 229 and 208,and fourteen(14)feet into Heliotrope Street due west a distance of
thirty-two (32) feet, thence due south a distance of one hundred seven (107) feet in Heliotrope Street,
thence due east fourteen (14) feet in Heliotrope Street,through Lots 201 and 236 to the starting point; the
whole describing a parallelogram one hundred seven(107)feet by thirty-two(32)feet.
The Easement, to be of the nature and character hereinafter further expressed, shall constitute a
binding servitude upon said Property of the Grantor,and to that end Grantor covenants on behalf of itself,
its successors and assigns, with Grantee, its successors and assigns, including that such covenants shall
run as a binding servitude, in perpetuity, upon the Property, each of the following covenants and
stipulations, which contribute to the public purpose in that they aid significantly in the preservation of the
Building and surrounding land area, and which help maintain and assure the present and future integrity
of the Building:
1. Description of Facades. In order to make more certain the full extent of Grantor's obligations
and the restrictions on the Property and the Building, and in order to document the external nature of the
Building as of the date hereof, attached hereto as Exhibit "A" and incorporated herein by this reference
are a set of photographs depicting the exterior surfaces of the Buildings and surrounding property and an
affidavit specifying certain technical and locational information relative to saidhoto ahs satisfactory
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to Grantee, attached hereto as Exhibit "B". It is stipulated by the between Grantor and Grantee that the
external nature of the Building as shown in Exhibit "A" is deemed to be the external nature of the
Building as of the date the photos were taken and that the external nature of the Building remained the
same until the execution of the Grant Contract, Grant # 15-HPRG-05, between the Arkansas Historic
Preservation Program and the City of Little Rock. The external nature of the Building(s) as shown in
Exhibit"A"is hereinafter referred to as the"Facades."
2. GRANTOR'S COVENANTS. In furtherance of the easement herein granted, Grantor
undertakes, of itself, to do (and to refrain from doing as the case may be) upon the Property each of the
following,which contribute to the public purpose of significantly protecting and preserving the Premises:
(a) Grantor shall not demolish, remove or raze the Building or the Facades except as
Page 4 of 281
provided in Paragraphs 6 and 7.
(b) Without the prior express written permission and approval of the Grantee (which
shall be granted or withheld solely in the discretion of Grantee), signed by a duly authorized
representative thereof, it being understood and agreed by Grantor that such authorization may not be
obtained orally, by estoppel or waiver, or in any other manner other than as expressly set forth above (the
"Approval"), Grantor shall not undertake any of the following actions:
(i) increase or decrease the height of the Facades or the Building;
(ii) adversely affect the structural soundness of the Facades;
(iii) make any changes in the Facades including the alteration, partial
removal, construction, remodeling or other physical or structural change including any change in
surfacing, with respect to the appearance or construction of the Facades, with the exception of ordinary
maintenance pursuant to Paragraph 2(c) below, however, Grantee is authorized to remove and replace any
concrete apron surrounding the Facades for the purpose of repairing or stabilizing the Building following
an approved design and archaeological review by AHPP;
(iv) erect anything on the Premises or on the Facades which would prohibit
them from being visible from street level, except for a temporary structure during any period of approved
alteration or restoration;
(v) permit any significant reconstruction, repair, repainting or refinishing of
the Facades that alters their state from the existing condition. This subsection (v) shall not include
ordinary maintenance pursuant to Paragraph 2(c)below; and
(vi) erect, construct or move anything on the Premises that would encroach
on the open land area surrounding the Building and interfere with a view of the Facades or be
incompatible with the historic or architectural character of the Building or the Facades.
(c) Grantor agrees at all times to maintain the Building in a good and sound state of
repair and to maintain the Facades and the structural soundness and safety of the Building and to
undertake the minimum maintenance program attached as Exhibit "C" so as to prevent deterioration of
the Facades. Subject to the casualty provisions of Paragraphs 5, 6 and 7, this obligation to maintain shall
require replacement, rebuilding, repair and reconstruction whenever necessary to have the external nature
of the Building at all times appear to be and actually be the same as the Facades.
(d) No buildings or structures, including satellite receiving dishes, camping
accommodations or mobile homes not presently on the Property shall be erected or placed on the Property
hereafter, except for temporary structures required for the maintenance or rehabilitation of the property,
such as construction trailers, without the express written consent of Grantee.
(e) No signs, billboards, awnings or advertisements shall be displayed or placed on
the Property or Building; provided, however, that Grantee may, with an Approval, erect such signs or
awnings as are compatible with the preservation and conservation purposes of this Easement and
appropriate to identify the Premises, Property and Building and any activities on the Property or in the
Building.
(f) There shall be no removal, destruction or cutting down of large trees or
landscaping integral to the preservation and conservation purposes of this Easement; provided, however,
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that Grantor may,with an Approval, undertake such landscaping of the Property as is compatible with the
preservation and conservation purposes of this Easement and which may involve removal or alteration of
present landscaping, including trees, shrubs or other vegetation.
(g) No dumping of ashes,trash, rubbish or any other unsightly or offensive materials
shall be permitted on the Property.
(h) The Property shall be used only for purposes consistent with the preservation and
conservation purposes of this Easement.
(i) After the date the Easement is recorded, the Property (or any part thereof or
interest therein) shall not be subdivided, re-platted, or subjected to change in allowed land uses including
without limitation action to change the allowed land uses or land use classification and the Property shall
not be leased, mortgaged, sold, devised or conveyed (including without limitation conveyance of an
easement or restrictive covenant)except as a unit.
(j) No utility transmission lines, except those reasonably necessary for the existing
Building, may be created on the Property, subject to utility easements recorded as of the date this
Easement is recorded.
3. (a) Public View. Grantor agrees not to obstruct the substantial and regular
opportunity of the public to view the exterior architectural features of any building, structure or
improvements of the Property, including the Building, from adjacent publicly accessible areas such as
public streets.
-or-
(b) Public Access. Grantor shall make the Property accessible to the public on a
minimum of two (2) days per year from 10:00 a.m. to 4:00 p.m. and at other times by appointment, to
permit persons affiliated with educational organizations, professional architectural associations and
historical societies to study the Property and the Building. Any such public admission may be subject to
restrictions having an Approval as reasonably designed for the protection and maintenance of the Property
and the Building. Grantee, on request of the Grantor, shall furnish such guides and/or guardians as may
reasonably be necessary or desirable for such restrictions. Such admission may also be subject to a
reasonable fee, if any, having an Approval. The Grantee may make photographs, drawings or other
representations documenting the significant historical, cultural or architectural character and features of
the property and distribute them to magazines, newsletters or other publicly available publications,or use
them to further its stated purposes.
4. Standards for Review. In exercising any authority created by the Easement to inspect the
Property,the Building or the Facades; to review any construction, alteration, repair or maintenance; or to
review casualty damage or to reconstruct or approve reconstruction of the Building following casualty
damage, Grantee shall apply the Standards for Rehabilitation and Guidelines for Rehabilitating Historic
Buildings; and s• issued
g , a d as may be amended from time to time bythe Secretaryof the United States
Department of the Interior (hereinafter the "Standards") and state or local standards considered
appropriate by Grantee for review of work affecting historically or architecturally significant structures or
for construction of new structures within historically, architecturally or culturally significant areas.
Grantor agrees to abide by the Standards in performing all ordinary repair and maintenance work and the
minimum maintenance program described in paragraph 2(c) and contained in Exhibit "C". In the event
the Standards are abandoned or materially altered or otherwise become, in the sole judgment and
discretion of the Grantee, inappropriate for the purposes set forth above, the Grantee may apply
reasonable alternative standards and notify Grantor of the substituted standards.
[Page 6 of 281
5. Casualty Damage or Destruction. In the event that the Property or any part thereof shall
be damaged or destroyed by casualty,the Grantor shall notify the Grantee in writing within one(1)day of
the damage or destruction, such notification including what, if any, emergency work has already been
completed. For purposes of this instrument,the term"casualty" is defined as such sudden damage or loss
as would qualify for a loss deduction pursuant to Section 165(c)(3) of the Code(construed without regard
to legal status, trade or business of the Grantor or any applicable dollar limitation). No repairs or
reconstruction of any type, other than temporary emergency work to prevent further damage to the
Property and to protect public safety, shall be undertaken by Grantor without an Approval. Within four
(4) weeks of the date of damage or destruction, the Grantor shall submit to the Grantee a written report
prepared by a qualified restoration architect and/or an engineer, if required, acceptable to the Grantor and
the Grantee which shall include the following:
(a) An assessment of the nature and extent of the damage;
(b) A determination of the feasibility of the restoration of the Facades and
reconstruction of damaged or destroyed portions of the Property; and
(c) A report of all work necessary to return the Property to the condition existing at the time the
Grant Contract was executed or to the condition to which the Property may have been altered only where
alterations are done, pursuant to an Approval as set forth in paragraph 2 of the Easement (the "Prior
Condition"). If, in the opinion of the Grantee, after reviewing such report, the purpose and intent of the
Easement will be served by restoration and reconstruction of the Property to the Prior Condition, the
Grantor shall, within eighteen (18) months after the date of such change or destruction, complete the
restoration and construction of the Property in accordance with plans and specifications having an
Approval up to at least the total of the casualty insurance proceeds as may be necessary to restore the
appearance of the Facades to the Prior Condition, and additional cost of work not performed or monies
advanced (Grantee having no obligation to advance funds) by Grantee shall constitute a lien on the
Property until repaid by Grantor.
6. Grantee's Remedies Following Casualty Damage. The foregoing notwithstanding, in the
event of damage resulting from casualty, as defined at paragraph 5,which is of such magnitude and extent
as to defeat the purposes of this Easement,as determined by Grantee acting with sole discretion,then:
(a) Grantee may elect to reconstruct the Building using insurance proceeds,
donations or other funds received by Grantor or Grantee on account of such casualty, but otherwise at its
own expense(such expense of Grantee to constitute a lien on the Property until repaid in full); or
(b) Grantee may elect to choose any salvageable portion of the Facades and remove
them from the Property, extinguish the Easement pursuant to paragraph 26, and this Easement shall
thereupon be of no further force and effect, and Grantee shall execute and deliver to Grantor
acknowledged evidence of such fact suitable for recording in the land records of the county wherein the
Property is located, and Grantor shall deliver to Grantee a good and sufficient Bill of Sale for such
salvaged portions of the Facade.
7. Review after Casualty Loss. If, in the opinion of the Grantee, restoration and
reconstruction would not serve the purpose and intent of the Easement, then the Grantor shall continue to
comply with the provisions of the Easement and seek an Approval for altering, demolishing, removing or
razing the Building and constructing new improvements on the Property.
8. GRANTEE'S COVENANTS.The Grantee covenants that:
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(a) Grantee is and will remain a qualified organization for purposes of Section
170(h) of the Code. In the event that the Grantee's status as a qualified organization is successfully
challenged, then the Grantee shall promptly select another qualified organization and transfer all of its
rights and obligations under the Easement to it,which shall be the sole and exclusive remedy of Grantor.
(b) In the event that the Grantee shall at any time in the future become the fee simple
owner of the Property, Grantee for itself, its successors and assigns, covenants and agrees, in the event of
a subsequent conveyance of the same to another,to create a new preservation and conservation easement
either to retain such easement in itself or to convey such easement to a similar unit of federal, state or
local government or local, state or national organization whose purposes, inter alia, are to promote
preservation or conservation of historical, cultural or architectural resources, and which is a qualified
organization under Section 170(h)(3)of the Code.
(c) Grantee may, at its discretion and without prior notice to Grantor, convey, assign
or transfer this Easement to a unit of federal, state or local government or to a similar local, state or
national organization whose purposes, inter alia, are to promote preservation or conservation of historical,
cultural or architectural resources, and which at the time of the conveyance, assignment or transfer, is a
qualified organization under Section 17(hx3) of the Code, provided that any such conveyance,
assignment or transfer requires that the preservation and conservation purposes for which the Easement
was granted will continue to be carried out.
9. Insnection. Grantor hereby agrees that representatives of Grantee shall be permitted at all
reasonable times to inspect the Property, including the Facades and the Building. Grantor agrees that
representatives of Grantee shall be permitted to enter and inspect the interior of the Building to determine
compliance with this Easement and maintenance of structural soundness and safety; inspection of the
interior will not, in the absence of evidence of deterioration,take place more often than annually,and may
involve reasonable testing of interior structural condition. Inspection of the interior will be made at a time
mutually agreed upon by Grantor and Grantee, and Grantor covenants not to unreasonably withhold its
consent in determining a date and time for such inspection.
10. Grantee's Remedies. Grantee has the following legal remedies to correct any violation of
any covenant, stipulation or restriction herein, in addition to any remedies now or hereafter provided by
law:
(a) Grantee may, following thirty(30)days written notice to Grantor, institute suit to
enjoin such violation by ex parte,temporary, preliminary and permanent injunction, including prohibitory
and mandatory injunctive relief, and to require the restoration of the Property to the condition and
appearance required by this Easement.
(b) Representatives of the Grantee may, following reasonable notice to Grantor,
enter upon the Property, correct any such violation, and hold Grantor, its heirs, personal administrators,
executors, successors and assigns responsible for the cost thereof.
(i) Such cost until repaid shall constitute a lien on the Property.
(ii) Grantee shall exercise reasonable care in selecting independent
contractors if it chooses to retain such contractors to correct any such violations, including making
reasonable inquiry as to whether any such contractor is properly licensed and has adequate liability
insurance and worker's compensation coverage.
[Page 8 of 28]
(c) Grantee shall also have available all other legal and equitable remedies to enforce Grantor's
obligations hereunder.
(d) In the event Grantor is found to have violated any of its obligations, Grantor shall
reimburse Grantee for any costs or expenses incurred in connection therewith, including all reasonable
court costs and attorneys',architectural, engineering and expert witness fees.
(e) Exercise by Grantee of one remedy hereunder shall not have the affect of
waiving or limiting any other remedy, and the failure to exercise any remedy shall not have the effect of
waiving or limiting the use of any other remedy or the use of such remedy at any other time.
11. Notice from Government Authorities. Grantor shall deliver to Grantee copies of any
notice, demand, letter or bill received by Grantor from any government authority within five (5) days of
receipt by Grantor. Upon request by Grantee, Grantor shall promptly furnish Grantee with evidence of
Grantor's compliance with such notice,demand, letter to bill,where compliance is required by law.
12. Notice of Proposed Sale. Grantor shall promptly notify Grantee in writing of any
proposed sale of the Property and provide the opportunity for Grantee to explain the terms of the
Easement to potential new owners prior to sale closing.
13. Runs with the Land. The obligations imposed by this Easement shall be effective in
perpetuity and shall be deemed to run as a binding servitude with the Property. This Easement shall
extend to and be binding upon Grantor and Grantee,their respective successors in interest and all persons
hereafter claiming under or through Grantor and Grantee, and the words "Grantor" and "Grantee" when
used herein shall include all such persons. Anything contained herein to the contrary notwithstanding, a
person shall have no obligation pursuant to this instrument where such person shall cease to have any
interest in the Property by reason by a bona fide transfer, solely except for violations in existence at the
time of transfer,for which Grantor and all successors to Grantor shall be jointly and severally responsible,
except that Grantee may seek enforcement against any person deemed responsible without necessity of
joining all such responsible persons.
14. Recording. Grantee shall do and perform all acts necessary to prompt recording of this
instrument in the real estate records of the county wherein the Property is located, and Grantor shall pay
for the expense of recording. Proof of ownership is provided as Attachment"2."
15. Existing Liens. Except for those matters shown in Exhibit "D" hereto, Grantor warrants
to Grantee that no lien or encumbrance exists on the Property as of the date hereof. Grantor shall
immediately cause to be satisfied or released any lien or claim of lien that may hereafter come to exist
against the Property which may have priority over any of the rights, title or interest of Grantee in the
Property.
16. Subordination of Mortgages. Grantor warrants and represents to Grantee that all
mortgages, liens, charges and encumbrances (solely except for ad valorem and other county or municipal
taxes) and other rights in the Property held by all persons or entities other than Grantee (the
"Lienholder(s)") are subject and subordinate at all times to the rights of the Grantee pursuant to this
Easement. Grantor warrants and represents that there are no Lienholders, and the agreement of any future
Lienholder to subordinate all of their interest in the Property to the Easement is attached as Exhibit "E".
The following provisions apply to all Lienholders now existing or hereafter claiming an interest in the
[Page 9 of 281
Property:
(a) If a Lienholder has the right to receive the proceeds of condemnation proceedings
arising from any exercise of the power of eminent domain as to all or any part of the Property or the right
to receive insurance proceeds as a result of any casualty, hazard or accident occurring to or about the
Property,the Lienholder shall have a prior claim to the insurance and condemnation proceeds and shall be
entitled to same in preference to Grantee until the debt owed to such Lienholder is paid off and
discharged,notwithstanding that the interest of the Lienholder is subordinate to the Easement.
(b) If a Lienholder has received an assignment of the leases, rents and profits of the
Premises as security or additional security for a loan, then the Lienholder shall have a prior claim to the
leases, rents and profits of the Property and shall be entitled to receive same in preference to Grantee until
the debt owed to such Lienholder is paid off, notwithstanding that the interest of the Lienholder is
subordinate to the Easement.
(c) Until a Lienholder or purchaser at foreclosure obtains ownership of the Property,
the Lienholder or purchaser shall have no obligation, debt or liability under the Easement.
(d) Before exercising any right or remedy due to breach of the Easement except the
right to enjoin a violation hereof, Grantee shall give all Lienholders of record written notice describing
the default, and the Mortgagee shall have sixty(60)days thereafter to cure or cause a cure of the default.
(e) Nothing contained in the above paragraphs or in the Easement shall be construed
to give any Mortgagee the right to extinguish this Easement by taking title to the Property by foreclosure
or otherwise.
•
17. Plaques. Grantee agrees that Grantor may provide and maintain a plaque on the Facades
or the Building,which plaque shall not exceed 18 by 24 inches in size, giving notice of the significance of
the Building or the Property and the existence of this Easement.
18. Indemnification: Immunity. The Grantor hereby agrees to pay, protect, indemnify, hold
harmless and defend at its own cost and expense, the Grantee, its agents, directors and employees or
independent contractors from and against any and all claims, liabilities, expenses, costs, damages, losses
and expenses(including reasonable attorneys' fees and disbursements hereafter incurred)arising out of or
in any way relating to the administration, performed in good faith, of this Easement, including but not
limited to the granting or denial of consents hereunder,the reporting on or advising as to any condition on
the Property, and the execution of work on the Property. In the event that the Grantor is required to
indemnify the Grantee pursuant to the terms of the Easement, the amount of such indemnify, until
discharged, shall constitute a lien on the Property. In addition, Grantor (and all other persons or entities
claiming rights hereunder) acknowledges and agrees that nothing contained in this Easement, or
otherwise, shall defeat, affect or act to waive the sovereign and governmental immunity enjoyed and
inuring in favor of Grantee.
19. Taxes. Grantor shall pay immediately, when first due and owing, all general taxes,
special taxes, special assessments, water charges, sewer service charges and other charges which may
become a lien on the Property. Grantee is hereby authorized, but in no event required or expected, to
make or advance, upon three (3) days prior written notice to Grantor, in the place of Grantor, any
payment relating to taxes, assessments, water rates, sewer rentals and other governmental or municipality
charge, fine, imposition or lien asserted against the Property and may do so according to any bill,
statement or estimate procured from the appropriate public office without inquiry into the accuracy of
such bill, statement or assessment or into the validity of such tax,assessment, sale or forfeiture.
(Page 10 of 281
20. Insurance. The Grantor shall keep the Property insured by an insurance company having
a size of Class XIV or better and having a rating of"A+"or better by Best's Insurance Reports for the full
replacement value, if such policy is available, and, if not, for the full appraised value, against loss from
the perils commonly insured under standard fire and extended coverage policies and comprehensive
general liability insurance against claims for personal injury, death and property damage of a type and in
such amounts as would, in the opinion of Grantee, normally be carried on a property such as the Property
protected by a preservation and conservation easement. Such insurance shall include Grantee's interest
and name Grantee as an additional insured and shall provide for at least thirty(30)days notice to Grantee
before cancellation and that the act or omission of one insured will not invalidate the policy as to the other
insured party. Furthermore, the Grantor shall deliver to the Grantee certificates evidencing the aforesaid
insurance coverage at the commencement of this grant and copies of new or renewed policies at least ten
(10) days prior to the expiration of such policy. The Grantee shall have the right to provide insurance at
the Grantor's cost and expense, should the Grantor fail to obtain same. In the event the Grantee obtains
such insurance,the cost of such insurance shall be a lien on the Property until repaid by the Grantor.
21. Liens. Any lien on the Property created pursuant to any paragraph of the Easement may
be enforced by all available means,methods and remedies provided by this Easement and by law.
22. Written Notice. Any notice which either Grantor or Grantee may desire or be required to
give to the other party shall be in writing and shall be mailed postage prepaid by first class mail, or hand
delivered; if to Grantor, then at City of Little Rock, do City Manager, 500 West Markham, Little Rock,
AR 72201, and if to Grantee, then to Arkansas Historic Preservation Program, 323 Center Street, Suite
1600,Little Rock,Arkansas 72201, Attention: Conservation Easement Officer. Each party may change its
address set forth herein by a notice to such effect to the other party.
23. Evidence of Compliance. Upon request by Grantee, Grantor shall promptly furnish
Grantee with evidence of Grantor's compliance with any obligation of Grantor contained in this
Easement.
24. Stipulated Value of Grantee's Interest. Grantor acknowledges that upon execution and
recording of the Easement, Grantee shall be immediately vested with a real property interest in the
Property and that such interest of Grantee shall have a stipulated fair market value, for purposes of
allocating net proceeds in an extinguishment pursuant to paragraph 26, equal to the ratio between the fair
market value of the Easement and the fair market value of the Property prior to considering the impact of
the Easementhereinafter the "Easement Percentage").
In the event Grantor does not claim a charitable
gift deduction for purposes of calculating federal income taxes and submit a Qualified Appraisal, the
Easement Percentage shall be zero percent(0%).
25. Qualified Appraisal. In the event Grantor claims a federal income tax deduction for
donation of a "qualified real property interest" as that term is defined in Section 170(h) of the Internal
Revenue Code, Grantor shall provide Grantee with a copy of all appraisals (hereinafter, the "Qualified
Appraisal" as that term is defined in P.L. 98-369, 155(a), 98 Stat. 691 (1983), and by reference of the
Easement. Upon receipt of the Qualified Appraisal, this fully executed Easement, and any endowment
requested hereunder by Grantee (if any), Grantee shall sign any appraisal summary form prepared by the
Internal Revenue Service and submitted to the Grantee by Grantor.
26. Extin2uishment. Grantor and Grantee hereby recognize that an unexpected change in the
conditions surrounding the Property may make impossible the continued ownership or use of the Property
for the preservation and conservation purposes and necessitate extinguishment of the Easement. Such a
change in conditions includes but it not limited to partial or total destruction of the Building or the
(Page 11 of 281
Facades resulting from a casualty of such magnitude that Grantee approves demolition as explained in
paragraphs 5,6, and 7, or condemnation or loss of title of all or a portion of the Property, the Building or
the Facades. Such an extinguishment must be either the result of a final judicial proceeding or have an
Approval. Grantor shall be solely responsible for determining, reporting and paying any taxes, penalties
or other sums, in addition to the legal,taxes and other effects of any extinguishment of the Easement.
27. Interpretation and Enforcement. The following provisions shall govern the effectiveness,
interpretation and duration of the Easement.
(a) Any rule of strict construction designed to limit the breadth of restrictions on
alienation or use of property shall not apply in the construction or interpretation of this Easement,and this
Easement shall be interpreted broadly to affect its preservation and conservation purposes and the transfer
of rights and the restrictions on use herein contained as provided in the Act.
(b) This Easement shall extend to and be binding upon Grantor and all persons
hereafter claiming under or through Grantor and the word "Grantor" when used herein shall include all
such persons, whether or not such persons have signed this Easement or then have an interest in the
Premises. Anything contained herein to the contrary notwithstanding, a person shall have no obligation
pursuant to this Easement where such person shall cease to have any interest(present, partial, contingent,
collateral or future) in the Property by reason of a bona fide transfer for full value, solely except for
violations in existence at the time of transfer, for which Grantor and all successors to Grantor shall be
jointly and severally responsible without necessity of joining all such responsible persons. Any right,title
or interest herein granted to Grantee also shall be deemed granted to each successor and assign of Grantee
and each such following successor and assign thereof, and the word "Grantee" shall include all such
successors and assigns.
(c) This Easement is executed in counterparts, each page of which (including
exhibits) has been initialed by Grantor and Grantee for purposes of identification. In the event of any
disparity between the counterparts produced, the recorded counterpart shall constitute the agreement of
theP arties.
(d) Except as expressly provided herein, nothing contained in this Easement grants,
nor shall be interpreted to grant,to the public any right to enter on the Property or into the Building.
(e) To the extent that Grantor owns or is entitled to development rights which may
exist now or at some time hereafter by reason of the fact that under any applicable zoning or similar
ordinance the Property may be developed to use more intensive (in terms of height, bulk or other
objective criteria regulated by such ordinances)than the Premises are devoted as of the date hereof, such
development rights shall not be exercisable on, above or below the Property during the term of the
Easement, nor shall they be transferred to any adjacent parcel and exercised in a manner that would
interfere with the preservation and conservation purposes of the Easement.
(f) For purposes of furthering the preservation of the Property and Building and of
furthering the other purposes of this Easement, and to meet changing conditions, Grantor and Grantee are
free to amend jointly the terms of this instrument in writing without notice to any party; provided,
however,that no such amendment shall limit the perpetual duration or interfere with the preservation and
conservation purposes of this Easement. Such amendment shall become effective upon recording among
the real estate records of the county where the Property is located.
(g) The invalidity of any statute providing authority for Grantee to enter into this
Easement or any part of this Easement shall not affect the validity and enforceability of the remaining
IPage 12 of 28,
portions of this Easement according to its terms, it being the intent of the parties to agree and to bind
themselves, their successors and their assigns in perpetuity to each term of this Easement whether this
Easement be enforceable by reason of a statute,common law or private agreement either in existence now
or at any time subsequent hereto.
(h) Nothing contained in this Easement shall be interpreted to authorize or permit
Grantor to violate any ordinance or regulation relating to building materials, construction methods or use.
In the event of any conflict between any such ordinance or regulation and the terms hereof, Grantor
promptly shall notify Grantee of such conflict and shall cooperate with Grantee and the applicable
governmental entity to accommodate the purposes of both this instrument and such ordinance or
regulation.
(i) This Easement reflects the entire agreement of Grantor andGrantee.Any prior or
simultaneous correspondence,undertakings,agreements and representations are
null and void upon execution hereof, unless set out in this instrument.
[Signatures follow on next page.]
iPage 13 of 281
IN WITNESS WHEREOF, on the date first shown above, Grantor has caused this preservation
and conservation easement to be executed, sealed and delivered; and Grantee has caused this instrument
to be accepted, sealed and executed in its corporate name by its Director and attested by its Secretary.
GRANTOR:
CITY OF LITTLE ROCK
Printed name
By
Mark Stodola,Mayor(Signature)
Date
By:
Susan Langley,City Clerk(Signature)
Date
GRANTEE:
STATE OF ARKANSAS
Acting by and through the Arkansas Historic Preservation
Program
Printed name
Signature
Title
Date
1Page 14 of 281
GRANTOR Notary Public
STATE OF ARKANSAS )
) ss. ACKNOWLEDGMENT
COUNTY OF )
On this day of , 2014, before me, a notary public, personally
appeared Mark Stodola and Susan Langley, who acknowledged himself/herself to be the Mayor and City
Clerk, respectively of the City of Little Rock, a municipal corporation in the state of Arkansas, and that
he/she, as such official, being authorized so to do, executed the foregoing instrument for the purposes
therein contained.
In witness whereof I hereunto set my hand and official seal.
Notary Public
My commission expires:
(SEAL)
GRANTEE Notary Public
STATE OF ARKANSAS)
)ss. ACKNOWLEDGMENT
COUNTY OF PULASKI )
On this day of , 2014, before me, a notary public,
personally appeared , who acknowledged herself to be the of the
a and that she, as such
being authorized so to do, executed the foregoing instrument for the purposes therein
contained.
In witness whereof I hereunto set my hand and official seal.
Notary Public
My commission expires:
(SEAL)
1Page 15 of 281
EXHIBIT"A"
PHOTOGRAPHS OF PROTECTED PROPERTY
(BASELINE DOCUMENTATION)
(EACH PHOTOGRAPH MUST BE LABELED)
'Page 16 of 281
EXHIBIT"B"
VERIFICATION AFFIDAVIT
I verify that I took the photographs of
Name of property
on
Date
Signature
(Page 17 of 281
EXHIBIT"C"
MINIMUM MAINTENANCE STANDARDS
The property will be maintained in accordance with the U.S. Secretary of the Interior's Standards for
Rehabilitation.
The Secretary of the Interior's Standards for Rehabilitation
httn://www.nos.2ov/historv/hositns/tax/rhb/stand.htm
The Standards(Department of Interior regulations,36 CFR 67)pertain to historic buildings of all
materials,construction types, sizes,and occupancy and encompass the exterior and the interior,related
landscape features and the building's site and environment as well as attached,adjacent, or related new
construction.The Standards are to be applied to specific rehabilitation projects in a reasonable manner,
taking into consideration economic and technical feasibility.
1. A property shall be used for its historic qualities and,where possible,materials.
purpose or be placed in a new use that requires Replacement of missing features shall be
minimal change to the defining characteristics of substantiated by documentary,physical,or
the building and its site and environment. pictorial evidence.
2. The historic character of a property shall be 7. Chemical or physical treatments, such as
retained and preserved. The removal of historic sandblasting,that cause damage to historic
materials or alteration of features and spaces that materials shall not be used.The surface cleaning
characterize a property shall be avoided. of structures, if appropriate, shall be undertaken
using the gentlest means possible.
3. Each property shall be recognized as a
physical record of its time, place,and use. 8. Significant archeological resources affected
Changes that create a false sense of historical by a project shall be protected and preserved. If
development, such as adding conjectural such resources must be disturbed,mitigation
features or architectural elements from other measures shall be undertaken.
buildings, shall not be undertaken.
9.New additions,exterior alterations,or related
4. Most properties change over time;those new construction shall not destroy historic
changes that have acquired historic significance materials that characterize the property. The new
in their own right shall be retained and work shall be differentiated from the old and
preserved. shall be compatible with the massing, size, scale,
and architectural features to protect the historic
5. Distinctive features,finishes,and construction integrity of the property and its environment.
techniques or examples of craftsmanship that
characterize a property shall be preserved. 10.New additions and adjacent or related new
construction shall be undertaken in such a
6. Deteriorated historic features shall be repaired manner that if removed in the future,the
rather than replaced. Where the severity of essential form and integrity of the historic
deterioration requires replacement of a property and its environment would be
distinctive feature,the new feature shall match unimpaired.
the old in design,color,texture,and other visual
Signature Date
1Page 18 of 281
EXHIBIT"D"
AFFIDAVIT OF EXISTING LIENS OR ENCUMBRANCES
O There are no liens or encumbrances on this property.
CD There are liens or encumbrances on this property.
[Please complete the Subordination Agreement]
Signature Date
[Page 19 of 28]
ATTACHMENT"1"
[PROOF OF INSURANCE]
(Page 20 of 281
ATTACHMENT"2"
[LEGAL TITLE OR DEED TO PROPERTY]
•
IPage 21 of 281
ATTACHMENT "3"
[AUTHORIZATION TO CONVEY EASEMENT]
-If necessary-
Usually only
included for AHPP
Grant recipients
(QUORUM COURT RESOLUTION,BOARD OF TRUSTEES LETTER, CITY COUNCIL,ETC.)
[Page 22 of 281
ATTACHMENT"4"
SUBORDINATION,NON-DISTURBANCE
AND ATTORNMENT AGREEMENT
THIS AGREEMENT, made this day, by and between the State of Arkansas, acting by and
through the Arkansas Historic Preservation Program, with principal offices at 323 Center Street,
Suite 1500, Little Rock, Arkansas 72201 ("Grantee") and with an address at
("Lender").
WITNESSETH:
WHEREAS, by Easement dated . being recorded in the real estate
records of County, Arkansas on . 20 [as Instrument No. ] [at Book ,
Page ] (hereinafter referred to as the "Easement"), and •
his wife(collectively,the"Grantor"), granted to Grantee a historic preservation easement covering certain
premises located in County, Arkansas (the "Property"), a more particular description
of which Property appears in Exhibit H1", attached hereto and by this reference made a part hereof; and
WHEREAS, the Property is encumbered by a mortgage recorded in the real estate records of
County,Arkansas on , [as Instrument No. ] [at Book , Page_,], (the
"Mortgage") in favor of Lender and securing indebtedness in the approximate amount of
($ ); and
WHEREAS, Grantee and Lender desire hereby to establish certain rights, safeguards, obligations
and priorities with respect to their respective interests by means of the following Subordination, Non-
Disturbance and Attornment Agreement;
NOW THEREFORE, for and in consideration of the premises and the mutual covenants and
promises herein contained, and other good and valuable considerations, the receipt and sufficiency of
which are hereby acknowledged, Grantee and Lender agree as follows:
1. The Mortgage, the rights of Lender thereunder, and all advances made or to be made
thereunder, to the full extent of the principal sum and interest thereon from time to time secured thereby,
and to any renewal, substitution, extension, modification and replacement thereof, including any increase
in the indebtedness secured thereby or any supplements thereto, are and shall be subject and subordinate
to the Easement and the rights of Grantee thereunder, and to all of the terms, conditions and provisions
thereof. In the event that Lender or any other person acquires any title to the Property pursuant to the
exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of
foreclosure (the Lender, any other such person and their participants, successors and assigns being
collectively referred to as the "Purchaser"), Grantee covenants and agrees to attorn to and recognize and
be bound to Purchaser as the new owner of the Property, but the Easement shall continue in full force and
effect as a granted to Grantee by Purchaser, and, notwithstanding anything to the contrary herein or in the
Mortgage,the provisions of the Easement will continue to run with the land unaffected by the conveyance
to Purchaser.
2. Lender agrees that so long as the Easement is of record:
a. the rights of Grantee in and to the Property shall not be terminated or disturbed
by any steps or proceedings taken by Lender in the exercise of any of its right under the Mortgage or the
indebtedness secured thereby;
[Page 23 of 281
b. the easement shall not be terminated or affected by said exercise of any remedy
provided for in the Mortgage, and Lender hereby covenants that any sale by it of the Property pursuant to
the exercise of any rights and remedies under the Mortgage or otherwise, shall be made subject to the
Easement and the rights of Grantee thereunder.
3. In no event shall Lender or any other Purchaser be liable for any act or omission of
Grantor or any prior owner.
4. The agreements herein contained shall be binding upon and shall inure to the benefit of
the parties hereto, their respective participants, successors, and assigns, and, without limiting such, the
agreements of Lender shall specifically be binding upon any Purchaser of the Property at foreclosure or
other sale taken pursuant to the Mortgage.
5. This Agreement may not be modified other than by an agreement in writing signed by the
parties hereto or their respective successors.
6. This Agreement may be signed in counterparts.
7. If any term or provision of this Agreement shall to any extent be held invalid or
unenforceable, the remaining terms and provisions hereof shall not be affected thereby, but each term and
provision hereof shall be valid and enforceable to the fullest extent permitted by law.
8. This Agreement shall be governed by Arkansas law.
[Page 24 of 281
IN WITNESS WHEREOF, on the date first shown above, Grantor has caused this preservation
and conservation easement to be executed, sealed and delivered; and Grantee has caused this instrument
to be accepted, sealed and executed in its corporate name by its Director and attested by its Secretary.
GRANTOR:
CITY OF LITTLE ROCK
Mark Stodola
Printed name
Signature
Mayor
Title
Date
Susan Langley
Printed name
Signature
City Clerk
Title
Date
LENDER
Printed name
Signature
[Page 25 of 28]
Title
Date
GRANTEE:
THE STATE OF ARKANSAS,
Acting by and through the Arkansas Historic Preservation
Program
Printed name
Signature
Title
Date
[Page 26 of 281
1 GRANTOR Notary Public
2
3 STATE OF ARKANSAS )
4 ) ss. ACKNOWLEDGMENT
5 COUNTY OF )
6
7 On this day of , 2014, before me, a notary public, personally
8 appeared , who acknowledged himself/herself to be the
9 of , a(n) , and that he/she, as
10 such , being authorized so to do, executed the foregoing instrument for the purposes
11 therein contained.
12 In witness whereof I hereunto set my hand and official seal.
13
14 Notary Public
15
16 My commission expires:
17 (SEAL)
18
19
20
21
22
23
24
25
26
27
28 LENDER Notary Public
29
30 STATE OF ARKANSAS )
31 )ss. ACKNOWLEDGMENT
32 COUNTY OF )
33
34 On this day of , 2014, before me, a notary public, personally
35 appeared , who acknowledged himself/herself to be the
36 of , a(n) , and that he/she,as
37 such , being authorized so to do, executed the foregoing instrument for the purposes
38 therein contained.
39 In witness whereof I hereunto set my hand and official seal.
40
41 Notary Public
42
43 My commission expires:
44 (SEAL)
45
46
[Page 27 of 28]
1 GRANTEE (AHPP)Notary Public
2
3 STATE OF ARKANSAS)
4 )ss. ACKNOWLEDGMENT
5 COUNTY OF PULASKI )
6
7 On this day of , 2012, before me, a notary public,
8 personally appeared Frances McSwain, who acknowledged herself to be the director of the Arkansas
9 Historic Preservation Program (AHPP), a state agency, and that she, as such director, being authorized so
10 to do,executed the foregoing instrument for the purposes therein contained.
11 In witness whereof I hereunto set my hand and official seal.
12
13 Notary Public
14
15 My commission expires:
16
17 (SEAL)
18
19
20
21
22
[Page 28 of 281